Conditions of the Parties. The obligation of the Seller to sell the Membership Interests and the obligation of the Buyer to purchase the Membership Interests is subject to the satisfaction (or waiver by each of the Seller and the Buyer) on or prior to the Closing Date of the following conditions: (a) The Seller shall have received any and all written consents, permits, approvals or authorizations of any Governmental Authority or any other Person (including, but not limited to, with respect to the Charter, the Xxxxx Credit Facility and the Golar LNG Partners Credit Facility) and shall have made any and all notices or declarations to or filing with any Governmental Authority or any other Person, including those related to any environmental laws or regulations, required in connection with the execution and delivery of this Agreement or the consummation of the transactions contemplated hereunder, including the transfer of the Membership Interests; and (b) No legal or regulatory action or proceeding shall be pending or threatened by any Governmental Authority to enjoin, restrict or prohibit the purchase and sale of the Membership Interests.
Appears in 2 contracts
Samples: Purchase, Sale and Contribution Agreement (Golar LNG Partners LP), Purchase, Sale and Contribution Agreement
Conditions of the Parties. The obligation obligations of the Seller to sell the Membership Interests Shares and the obligation obligations of the Buyer to purchase the Membership Interests is Shares are subject to the satisfaction (or waiver by each of the Seller and the Buyer) on or prior to the Closing Date of the following conditions:
(a) The Seller shall have received any and all written consents, permits, approvals or authorizations of any Governmental Authority or any other Person (including, but not limited to, with respect to the Charter, the Xxxxx Credit Xxxxxx NYK Junior Facility, the Xxxxxx Bank Junior Facility, the Xxxxxx Senior Facility and the Golar LNG Partners Credit FacilitySwap Agreements) and shall have made any and all notices or declarations to or filing with any Governmental Authority or any other Person, including those related to any environmental laws or regulations, required in connection with the execution and delivery of this Agreement or the consummation of the transactions contemplated hereunder, including the transfer of the Membership InterestsShares; and
(b) No legal or regulatory action or proceeding shall be pending or threatened by any Governmental Authority to enjoin, restrict or prohibit the purchase and sale of the Membership InterestsShares.
Appears in 1 contract
Samples: Share Purchase Agreement (KNOT Offshore Partners LP)
Conditions of the Parties. The obligation of the Seller to sell the Membership Interests and the obligation of the Buyer to purchase the Membership Interests is subject to the satisfaction (or waiver by each of the Seller and the Buyer) on or prior to the Closing Date of the following conditions:
(a) The Seller shall have received any and all written consents, permits, approvals or authorizations of any Governmental Authority or any other Person (including, but not limited to, with respect to the Charter, the Xxxxx Credit Facility and the Golar LNG Partners Credit Facility) and shall have made any and all notices or declarations to or filing with any Governmental Authority or any other Person, including those related to any environmental laws or regulations, required in US 1216526v.9 connection with the execution and delivery of this Agreement or the consummation of the transactions contemplated hereunder, including the transfer of the Membership Interests; and
(b) No legal or regulatory action or proceeding shall be pending or threatened by any Governmental Authority to enjoin, restrict or prohibit the purchase and sale of the Membership Interests.
Appears in 1 contract
Samples: Purchase, Sale and Contribution Agreement (Golar LNG LTD)